Form D · Hedge Fund

AIR U.S. Life Fund II QP Offshore LP

Chicago, IL · CIK 0001893156

Offering snapshot reported May 12, 2025 · SEC filing

Reported sold: $65.1M
Investors reported: 168
Minimum accepted: $0
First sale: Feb 1, 2022

Fundraising history

Reported sold

Dates are filing dates, not cash receipt dates. Decreases are reported revisions, not evidence of withdrawals. Separate offering histories are not added together.

What changed?

Latest filing versus its linked predecessor, where available.

Reported sold$63,095,716 → $65,146,516
Reported investors164 → 168

Filing history

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Filed	Filing type	Reported sold	Change vs linked filing	Investors	Source
May 12, 2025	Amendment	$65,146,516	$2,050,800vs May 9, 2024	168	SEC filing
May 9, 2024	Amendment	$63,095,716	$49,505,716vs May 17, 2023	164	SEC filing
May 17, 2023	Amendment	$13,590,000	$0vs Nov 14, 2022	36	SEC filing
May 9, 2023	Amendment	$26,218,096	$12,628,096vs Nov 14, 2022	81	SEC filing
Nov 14, 2022	Amendment	$13,590,000	No comparison	36	SEC filing
Nov 14, 2022	Amendment	$13,590,000	$0vs Nov 14, 2022	36	SEC filing
Nov 12, 2021	Initial	Yet to sell	No comparison	0	SEC filing

Offering details

Securities: Pooled investment fund
Exemptions: 06b, 3C, 3C.7
Duration over one year: Yes
Business combination: No

Sales commissions: $116K (estimated)
Finders' fees: $0 (estimated)
Form D file number: 021-420836

Sales compensation recipients

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Recipient	CRD	Associated broker-dealer
TIFIN Private Markets LLC	305935
Rainmaker Securities, LLC	132995
Silver Leaf Partners	126694

Source: Form D, filed May 12, 2025. Minimum accepted may differ from a standard advertised minimum.

Fund connections

The linked fund shows its most recently reported ADV details.

Matched by reported Form D file number

AIR US LIFE FUND II QP OFFSHORE, LP

Investment adviser: ALTERNATIVE INVESTMENT RESOURCE, LLC

Gross asset value: $58.9M
Beneficial owners: 142
ADV minimum commitment: $250K

Reported in Form ADV on Mar 31, 2025. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator SS&C TECHNOLOGIES, INC. WINDSOR, Connecticut, United States Investor statements: Yes (provided to all investors) Related to adviser: No

Auditor CBIZ CPA P.C. KANSAS CITY, Missouri, United States

Custodian BANKUNITED, NATIONAL ASSOCIATION MIAMI LAKES, Florida, United States Related to adviser: No

Marketer RAINMAKER SECURITIES, LLC CORAL GABLES, Florida, United States Related to adviser: No

Marketer SILVER LEAF PARTNERS, LLC NEW YORK, New York, United States Related to adviser: No

Provider details

Annual audit: Yes
Prime brokers: No
Custodians: Yes
Administrator other than the adviser: Yes
External marketing: Yes

CBIZ CPA P.C.
PCAOB 199

RAINMAKER SECURITIES, LLC
CRD 132995 · SEC 8-66667

SILVER LEAF PARTNERS, LLC
CRD 126694 · SEC 8-65902

Filing source

Form ADV 1957452 · Mar 31, 2025 · Schedule D 7.B.(1), fund 805-4681045598

Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; the public profile may show a newer filing.

People & organizations

Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.

People and organizations reported in Form D filings
Name	Reported role
N/A Air Us Life Fund Ii Gc Management, Llc	Promoter
N/A Air Us Life Fund Ii Qp Gc Management Llc	Promoter
N/A Air Us Life Fund Ii Qp Gc Management, Llc	Promoter
Richard Beleutz	Executive
Stephen Luongo	Executive
Matthew Schaefer	Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:

Air Us Life Fund Qp Ii Gc Management Llc 333 S. Wabash Avenue, Suite 2714
Chicago, IL, 60604